<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.16)
ORTEC INTERNATIONAL, INC.
(Name of Issuer)
Common Stock, $0.001 Par Value
(Title of Class of Securities)
68749B108
(CUSIP Number)
Gabriel Kaszovitz, Esq.
Feder, Kaszovitz, Isaacson, Weber, Skala & Bass LLP
750 Lexington Avenue
New York, New York 10022
(212) 888-8200
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 11, 1999
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13-d-1(e), 13d-1(f) or 13d-1 (g), check the following
box / /.
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter disclosure
provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Continued on following page(s)
Page 1 of 6 Pages
Exhibit Index: None
<PAGE> 2
PAGE 2 OF 6 PAGES
SCHEDULE 13D
CUSIP NO. 68749B108
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
JOSEPH STECHLER & COMPANY, INC.
2 Check the Appropriate Box if a Member of a Group*
a. / /
b. /X/
3 SEC Use Only
4 Source of Funds*
00
5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) / /
6 Citizenship or Place of Organization
New Jersey
7 Sole Voting Power
Number of 864,666
Shares
Beneficially 8 Shared Voting Power
Owned By 0
Each
Reporting 9 Sole Dispositive Power
Person 864,666
With
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
864,666
12 Check Box if the Aggregate Amount in Row (11) Excludes Certain
Shares* /X/
13 Percent of Class Represented by Amount in Row (11)
12.88%
14 Type of Reporting Person*
CO; IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 3
PAGE 3 OF 6 PAGES
SCHEDULE 13D
CUSIP NO. 68749B108
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
JOSEPH STECHLER (in the capacity described herein)
2 Check the Appropriate Box if a Member of a Group*
a. / /
b. /X/
3 SEC Use Only
4 Source of Funds*
00
5 Check Box if Disclosure of Legal Proceedings is Required Pursuant to
Items 2(d) or 2(e) / /
6 Citizenship or Place of Organization
United States
7 Sole Voting Power
Number of 955,166
Shares
Beneficially 8 Shared Voting Power
Owned By 0
Each
Reporting 9 Sole Dispositive Power
Person 955,166
With
10 Shared Dispositive Power
0
11 Aggregate Amount Beneficially Owned by Each Reporting Person
955,166
12 Check Box if the Aggregate Amount in Row (11) Excludes Certain
Shares* / /
13 Percent of Class Represented by Amount in Row (11)
14.10%
14 Type of Reporting Person*
IN; IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE> 4
PAGE 4 OF 6 PAGES
This Amendment No. 16 to Schedule 13D relates to shares of
common stock, $0.001 par value per share (the "Shares"), of Ortec International,
Inc. (the "Issuer"). This Amendment No. 16 supplementally amends the initial
statement on Schedule 13D dated September 29, 1997 and all amendments thereto
(collectively, the "Initial Statement"), filed by the Reporting Persons. This
Amendment No. 16 is being filed to report that JSC no longer has investment
discretion with respect to, or voting rights to (a) 823,800 Shares formerly held
by JSC for the account of Quasar Partners pursuant to the JSC Contract, (b)
467,400 Shares formerly held by JSC for the account of Lupa Family Partners
pursuant to JSC Contract II and (c) 23,700 Shares held for the account of one
Other Client. Since May 28, 1999 (the date as of which the last amendment which
is part of the Initial Statement was filed), the percentage of the outstanding
Shares of which each of the Reporting Persons may be deemed the beneficial
owners has decreased by more than eighteen percent. Capitalized terms used but
not defined herein shall have the meanings ascribed to them in the Initial
Statement. The Initial Statement is supplementally amended as follows:
ITEM 2. IDENTITY AND BACKGROUND.
This Statement is being filed by Joseph Stechler & Company,
Inc. ("JSC") and by Mr. Joseph Stechler ("Mr. Stechler").
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Not Applicable.
ITEM 4. PURPOSE OF TRANSACTION.
Neither of the Reporting Persons has any plans or proposals
that relate to or would result in any of the transactions described in
subparagraphs (a) through (j) of Item 4 of Schedule 13D. JSC and Mr. Stechler
reserve the right to acquire, or cause to be acquired, additional securities of
the Issuer, to dispose of, or cause to be disposed, such securities at any time
or to formulate other purposes, plans or proposals regarding the Issuer or any
of its securities, to the extent deemed advisable in light of general investment
and trading policies of the Reporting Persons, market conditions or other
factors.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) JSC may be deemed to be the beneficial owner (as that
term is defined in Rule 13d-3) of 864,666 Shares
(12.88% of the total number of Shares outstanding
assuming the exercise of all warrants held by JSC),
which consists of (i) 714,666 Shares held for the
account of JSC and (ii) 150,000 Shares which JSC has
the right to acquire upon exercise of warrants owned
by it. Including such Shares which JSC has the right
to acquire, Mr. Stechler may be deemed to be the
beneficial owner (as that term is defined in Rule
13d-3) of 955,166 Shares (14.10% of the total number
of Shares outstanding assuming the exercise of all
warrants and options owned by Mr. Stechler and JSC),
which consists of (iii) 714,666 Shares owned by JSC,
(iv) 30,000 Shares held for the account The Stechler
Foundation, (v) 60,500 Shares which Mr. Stechler has
the right
<PAGE> 5
PAGE 5 OF 6 PAGES
to acquire upon the exercise of warrants and options
owned by him and (vi) 150,000 Shares which JSC has
the right to acquire upon the exercise of warrants
owned by it.
<TABLE>
<S> <C> <C>
Mr. Stechler
(including Shares
JSC reported for JSC)
Sole power to vote
or direct the vote: 864,666 955,166
Mr. Stechler
(including Shares
JSC reported for JSC)
Sole power to dispose
or direct the disposition: 864,666 955,166
</TABLE>
(c) Not applicable.
(d) The Reporting Persons have the right to receive or
direct the receipt of dividends from, or proceeds
from the sale of, all Shares deemed beneficially
owned by them.
(e) Not applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
None
<PAGE> 6
PAGE 6 OF 6 PAGES
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief,
the undersigned certifies that the information set forth in this Statement is
true, complete and correct.
Date: August 20, 1999
/S/ Joseph Stechler
--------------------------------
JOSEPH STECHLER
JOSEPH STECHLER & COMPANY, INC.
By /s/ Joseph Stechler
--------------------------------
Joseph Stechler, President
